# SAPENO INC. X-17A-5 (2025-01-29) — Broker-dealer annual report - Company: SAPENO INC. - Form: X-17A-5 - Filed: 2025-01-29 - Period: 2024-11-30 - Accession: 0001211535-25-000001 - CIK: 1211535 - File #: 8-65721 - Type: Broker-dealer - Material weakness: No - Auditor: Mercurius & Associates LLP - Auditor location: New Delhi, K7 - Contact: Richard Malpas - Phone: 44(20)70791603 - Email: info@masllp.com - Website: masllp.com - Signed by: Richard Malpas (CEO) Original filing: https://www.sec.gov/Archives/edgar/data/1211535/000121153525000001/public.pdf --- {0}------------------------------------------------ ![](_page_0_Picture_0.jpeg) **t.4ERCURIUS & ASSOCIATES LLP** +9111 **4559 6689 info@masllp.com '.'.'.J www.masllp.com** ~ #### **Report of Independent Registered Public Accounting Firm** **To the Members of Sapeno Inc.** #### **Opinion on the Financial Statement** We have audited the accompanying statement of financial condition of the Sapeno Inc. (the "Company") as of November 30, 2024 and the related notes (collectively referred to as the "financial statement"). In our opinion, the financial statement present fairly, in all material respect, the financial position of the Company as of November 30, 2024 in conformity with accounting principles generally accepted in t he United States of America. #### **Basis for Opinion** The financial statement is the responsibility of the Sapeno Inc's management. Our responsibility is to express an opinion on these financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statement is free from material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit of the financial statement provide a reasonable basis for our opinion. **Mercurius** & **Associates LLP** We have served as the Sapeno Inc. Auditor since 2023. New Delhi, India January 27, 2025 ![](_page_0_Picture_15.jpeg) LLPIN: AAG-1471 A-94/8, Wazirpur Industrial Area New Delhi-110052, India {1}------------------------------------------------ ### **SAPENOINC.** #### **STATEMENT OF FINANCIAL CONDITION** #### **NOVEMBER 30, 2024** #### **ASSETS** | Cash
Accrued fees receivable
Prepaid expenses and other
Total assets | \$
\$ | 30,738
214,558
1 767
247.063 | |-------------------------------------------------------------------------------|----------|---------------------------------------| | LIABILITIES AND SHAREHOLDER'S EQUITY | | | | Liabilities: | | | | Defened fees | \$ | 5,000 | | Accounts payable and accrued expenses | | 4 195 | | Total liabilities | | 9 195 | | ShaTeholder's Equity | | | | Common stock, no par value, authorized 200 shares, | | | | issued and outstanding 100 shares | | 5,000 | | Additional paid-in capital | | 600,123 | | Accumulated deficit | | (367,255) | | Total shareholder's equity | | 237 868 | | Total liabilities and shareholder's equity | \$ | 247.063 | The accompanying notes are an integral pa1t of these financial statements. {2}------------------------------------------------ # **SAPENOINC. NOTES TO FINANCIAL STATEMENTS NOVEMBER 30, 2024** ## **1. ORGANIZATION AND NATURE OF BUSINESS** Sapeno Inc. (the "Company" or "Sapeno") is a broker-dealer registered under Section 15(b) of the Securities Exchange Act of 1934. The Company is cuffently a member of the Financial Industly Regulatory Authority (FINRA), the securities industly's non-governmental regulatory organization, fo1med by consolidation of the regulatory operations of NASD and NYSE. It had been a member of the National Association of Securities Dealers (NASD) since June 5, 2003. The Company was incorporated on July 12, 2002 in the State of New York and has its principal business location in London, England. It is a wholly owned subsidiary of Sapeno Partners LLP ("SP") which is based in London, United Kingdom. The Company does not cany securities accounts for customers, nor does it perform custodial functions relating to customer securities. #### Recent Issued Accounting Pronouncements The Company does not believe that the adoption of any recently issued, but not yet effective, accounting standards will have a material effect on its financial position and results of operations. ### **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES** ## Basis of Presentation The accompanying financial statements have been prepar·ed in conformity with U.S generally accepted accounting principles ("GAAP") and the rules and regulations of the United States Securities and Exchange Commission (the "Commission"). It is management's opinion, that all material adjustlnents (consisting of normal recuffing adjustments) have been made which ar·e necessary for a fair financial statement presentation. ### Accounting Basis The Company uses the accrual basis of accounting for financial statements and income tax reporting. Accordingly, revenues are recognized when services are rendered, and expenses realized when the obligation is incuned. ### Cash and Cash Equivalents The Company considers all highly liquid investlnents with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents ar·e canied at cost, which approximates mar·ket value. ### Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets, and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. {3}------------------------------------------------ # **SAPENOINC. NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED NOVEMBER 30, 2024** ## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)** #### Revenue Recognition The Company recognizes revenue to depict the transfer of promised se1vices to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those se1vices. The guidance requires an entity to follow a five-step model to (a) identify the contract(s) with a customer, (b) identify the perfo1mance obligations in the contract, ( c) dete1mine the transaction price, ( d) allocate the transaction price to the perfo1mance obligations in the contract, (e) recognize revenue when (or as) the entity satisfies a perfo1mance obligation. In dete1mining the transaction price, an entity may include va1iable consideration only to the extent that it is probable that a significant reversal in the an1ount of cumulative revenue recognized would not occur when the unce1tainty associated with the variable consideration is resolved. The Company receives introductory fees for introduction to US Investors. Introductmy fee contracts are for multiple years. The Company is compensated by a percentage of the Asset Manager's management fee collected. These fees are paid in aiTears to the Asset Manager, after the end of each calendar quaiter or month depending on the payment time frame of the particular strategy. The Company also receives revenues from advismy fee se1vices. Fees are recognized when se1v ices are provided. If it is determined that se1vices were not fully completed or are for a monthly fee for a period of time, revenue is defeITed over the life of that agreement and amortized into current year revenue ratably over the life of the agreement. ### Significant Judgments The recognition and measurement of revenue is based on the assessment of individual contract te1ms. Significant judgment is required to dete1mine whether performance obligations are satisfied at a point in time or over time; how to allocate transaction prices where multiple perfmmance obligations are identified; when to recognize revenue based on the appropriate measure of the Company's progress under the contract; and whether constraints on variable consideration should be applied due to uncertain future events. ## Allowance for Credit Losses The Company follows ASC Topic 326, Financial Instrnments - Credit Losses ("ASC 326"). ASC 326 impacts the impaiiment model for ce1tain financial assets by requiring a ctment expected credit loss ("CECL") methodology to estimate expected credit losses over the entii-e life of the financial asset. The Company did not have any accounts receivable impacted by the guidance. An allowance for credit losses may be based on the Company's expectation of the collectability of its receivables utilizing the CECL framework. The Company considers factors such as historical experience, credit quality, age of balances and cuITent and future economic conditions that my affect the Company's expectation of the collectability in determining the allowance for credit losses. {4}------------------------------------------------ # **SAPENO INC. NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED NOVEMBER 30, 2024** ## **2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)** ## Accrned Fees Receivable Accrned fees receivable is recorded at the amount the Company expects to collect on balances outstanding at year-end. The dete1mination of the amount of uncollectible accounts is based on the length of time each receivable has been outstanding, and a reasonable assessment of the capacity of the debtor to pay the receivable. The allowance for uncollectible amounts reflects the amount of loss that can be reasonably estimated by management and is included as pa1t of operating expenses in the accompanying statement of operations. As of November 30, 2024, the Company has not recorded an allowance for any potential noncollection. ## fucome Taxes fucome taxes are accounted for under the asset and liability method in accordance with FASB ASC 740, *Income Taxes.* DefeITed tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial cany ing amounts of existing assets and liabilities and their respective tax bases as well as operating loss and tax credit cany fo1wards. DefeITed tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those tempora1y differences are expected to be recovered or settled. The effect on defeITed tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. DefeITed tax assets are reduced by a valuation allowance to the extent that the recoverability of the asset is unlikely to be recognized. The principal components of the defeITed tax assets relate to net operating loss canyovers. As ofNovember 30, 2024, the Company had net operating loss carryovers approximating \$367,255. Because of the unce1tainty in the Company's ability to utilize the net operating loss canyovers, a full valuation allowance has been provided on the defeITed tax asset at November 30, 2024. The Company follows ASC 740 mies governing uncertain tax positions, which provides guidance for recognition and measurement. This prescribes a threshold condition that a tax position must meet for any of the benefits of the unce1tain tax position to be recognized in the financial statements. It also provides accounting guidance on derecognition, classification and disclosure of these unce1tain tax positions. At November 30, 2024, management has dete1mined that the Company has no unce1tain tax positions that would require financial statement recognition. ## Fair Values of Financial Instruments Financial Accounting Standards Board Accounting Standards Codification ("ASC") 825, "Financial fustruments," requires the Company to disclose estin1ated fair values for its financial instrnments. Fair value estimates, methods, and assumptions are set forth below for the Company's financial instruments: The canying amount of cash, accounts receivable, prepaid and other cuITent assets, accounts payable and accrned expenses, and accounts payable to related pa1ties, approximate fair value because of the short maturity of those inst1uments. {5}------------------------------------------------ # **SAPENOINC. NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED NOVEMBER 30, 2024** ## **3. NET CAPITAL** The Company is subject to the SEC Unifo1m Net Capital Rule (Rule 15c3-l), which requires the maintenance of minimum net capital of \$5,000, and requires that the ratio of aggregate indebtedness to net capital, both as defined, not exceed 15 to 1. The mle also provides that equity capital may not be withdrawn, cash dividends paid or the Company's operations expanded, if the resulting net capital ratio would exceed 10 to 1. At November 30, 2024, the Company had net capital of \$21,543 which was \$16,543 in excess of the FINRA minimum net capital requirement of \$5,000. ## **4. CONCENTRATION OF CUSTOMER REVENUES** For the year ended November 30, 2024, one customer accounted for 88% of the Company's revenues. One customer accounted for 94% of accmed fees receivable as of November 30, 2024. Major customers are those that account for more than 10% of revenue. # **5. COMMITMENTS AND CONTINGENCIES** ## Litigation The Company may be involved in legal proceedings in the ordinary course of business. Such matters are subject to many unce1iainties, and outcomes are not predictable with assurance. Currently, the Company is not involved in any legal proceedings. # **6. ANNUAL REPORT ON FORM X-17A-S** The annual repo1i to the Securities and Exchange Commission on Fo1m X-l 7A-5 is available for examination and copying at the Company's office and at the regional office of the Secmities and Exchange Commission. ### 7. **SUBSEQUENT EVENTS** The Company evaluated events occuning between the end of its fiscal year, November 30, 2024, and the auditor's rep01i date, when the financial statements were issued. All subsequent events requiring recognition as of the auditor's rep01i date, January 27, 2025, have been incorporated into these financial statements herein. Source: SEC EDGAR via Adviser Search (https://search.stillhousedata.com). Agents: see https://search.stillhousedata.com/llms.txt.